Thanks for taking the time to learn about our legal policies. Below you will find our terms for the different account types, as well as service level agreements for our different services.
This document was last revised 06-01-2023.
Goaddon ApS (“Goaddon”, “we”, “us” or “our”) is offering certain cloud based services (“Services”) according to the terms and conditions in this agreement (“Agreement”). When creating an account (“Account”) on our website to use our Services, you enter into this Agreement. You can not enter into this Agreement as a private individual, only on behalf of a corporation, organization or other corporate legal entity. You must confirm to be authorized to enter into this Agreement on behalf or the organization that you represent. Do not create the Account unless you understand and agree to this Agreement in its entirety.
To register to use the Services, you must submit your email address and a name that describes your organization, company or project. Based on your email address, we will provision a user (“User”). Based on the name, we will provision an Account, which will be referred to as a “project” on our website. Your User has administration privileges and access to the Account, but the Account represents the legal entity that is a part of this Agreement. The Account extends its obligations, set forth by this Agreement, to all Users who have been granted access to it. When signed into the Account, you can register additional Users for your employees, contractors or third parties that you wish to grant access to the Account. Each User will be required to agree to this Agreement prior to gaining access to the Account, upon which the User will have the same privileges to the Account as your own User. This entails, among other things, that the User can remove the access and privileges of your User as well as terminate the Account and the corresponding Agreement. The Account will be required to have at least one User. The Agreement will remain tied to the Account even if your User is deleted or other Users remove their access to the Account. The organization on whose behalf the Account has been created has the responsibility for all activities related to the Account. This includes responsibility after the initial Account creation, to keep information and payment information up to date. You may not disclose the password or multi-factor authentication information of your User to any unauthorized parties. Neither we, nor our affiliates can be held responsible for unauthorized access to the Account. You must contact us immediately if you have any reason to believe that unauthorized activity has occurred in the Account or if any Account information has been stolen or lost.
Upon entering into this Agreement the Account may access and use our Services, constrained by the terms set forth by this Agreement.
You agree that the Account will comply with all rules, laws and regulations that are applicable to the use of the Services. You understand and agree that we can change, suspend or terminate any or all parts of the Services. We will give you notice about any material change to or discontinuation of the Services via https://goaddon.com/terms/project_agreement or by sending a message to the email addresses associated with Users of the Account.
Our Services include (1) provisioning and hosting of a database cluster, also called Database-as-a-Service (“Database Hosting”), (2) addons that can perform specific tasks in the database (“Addons”, each an “Addon”) and (3) support for your database (“Database Support”).
Some of our Services may be in a testing/beta phase (“Beta Offerings”, each a “Beta Offering”), with the purpose of evaluating and improving its performance or identifying issues. We are not obligated to release a final version of any such Beta Offering.
If you subscribe the Account to Database Hosting, we will provision and host a MongoDB database cluster, on nodes with resource specifications chosen by you. You are responsible for choosing nodes with sufficient capacity to withstand the workload that is put upon them, most notably MongoDB operations (such as reads, writes and indexing) and backup operations (such as mongodumps and EBS snapshots). The database users we provision for you do not have permissions to create database indexes, but you can authorize us to create them when signed in with your User to the Account. Our service level agreement for Database Hosting is available at https://goaddon.com/terms/database_hosting_sla.
If you subscribe the Account to Addons, you authorize us to provision for each Addon you subscribe the Account to, a database user with read/write permissions to the entire database of the Account. You also authorize us to create the database indexes required by each Addon. At any time, an Addon can require additional indexes, or remove its requirement of existing indexes. If you unsubscribe the Account from the Addon, we will delete all indexes that were required by the Addon. Additional terms apply for each specific addon (“Addon Agreements”). An Addon Agreement is available on the subscription page of the Addon. This Agreement supersedes any Addon Agreement.
If you subscribe the Account to Database Support, we will provide you with Database Support in accordance with the support policy described in the terms on our website. We can modify this support policy during the subscription period. When you subscribe the Account to Database Support, you subscribe and pay for at least 30 days of Database Support. If you excessively unsubscribe and re-subscribe the Account for Database Support, we can refuse to provide you Database Support or require you to pay for the period between subscriptions.
(a) It is your responsibility to ensure that the data of the Account, and your use of the data, complies with this Agreement and with any applicable law. It is your responsibility to ensure that the Services are properly configured and to take your own precautions to uphold appropriate protection, security, persistence and backups of your own data. You agree to not store or process payment cardholder information that requires PCI compliance or protected health information, using the Services. We may deactivate the free Sandbox database cluster of the Account if you have not used it for 30 days, after we have used commercially reasonable efforts to notify you.
(b) Data Processing. For the purposes of this Section 3(b), terms defined by European Union Regulation 2016/679 (“GDPR”) have the meanings provided by GDPR.
(i) Both parties commit to comply with all data protection legislation applicable to them (“Data Protection Law“) and will not knowingly cause the other party to be in breach of Data Protection Law.
(ii) We will process any personal data stored in the database of the Account (the “Customer Personal Data”) on your behalf as your processor and service provider. You are the controller of the data. You will disclose Customer Personal Data to us solely for us to perform the Services.
(iii) As your processor, we will process Customer Personal Data only for the following stated purposes: (A) provisioning of the Services; (B) processing initiated by you and in your use of the Services; and (C) processing to comply with this Agreement and with other reasonable instructions provided by you that are consistent with the terms of this Agreement. We will not retain, use, or disclose Customer Personal Data for any other purpose than providing the Services.
(iv) We will take steps to ensure that all our personnel with access to Customer Personal Data are committed to strict confidentiality and are aware of and will comply with our obligations within this Agreement.
(v) We commit to implement and maintain appropriate technical and organizational security measures in order to ensure an appropriate level of security relative to the risks that are presented by the processing of Customer Personal Data. With respect to Customer Personal Data, you agree that those technical and organizational security measures satisfy Data Protection Law. We will notify you without any undue delay if we become aware of a data breach affecting Customer Personal Data.
(vi) You accept that we can retain affiliates and other third parties to process Customer Personal Data on your behalf (as “<b>Subprocessors</b>“) with respect to the provisioning of the Services, having imposed the same data protection obligations on such Subprocessors, as it is imposed on us under this Agreement. We shall be liable to you for our Subprocessors acts with respect to our obligations under this Section 3(b). Our current list of Subprocessors is:
The list will be updated when the composition of Subprocessors changes.
(vii) We will, to the extent that is legally allowed, promptly notify you if we receive requests from data subjects to exercise their rights under Data Protection Law in relation to Customer Personal Data (each, a “Data Subject Request”). Taking the nature of the processing into account, and solely to the extent that you cannot access Customer Personal Data yourself, we will assist you by appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of your obligation to respond to a Data Subject Request under applicable Data Protection Law. To the extent legally permitted, you are be responsible for all our expenses for such assistance, including expenses related to the development of additional functionality.
(viii) Considering the nature of our services and the information that is available to us, we shall provide assistance to a reasonable degree, solely at your request and cost, in order to be in compliance with the obligations under Data Protection Law in regards to information and system security, notifications about breaches, assessments of impact and coordination with supervisory regulators or authorities, in each case exclusively within the scope of Goaddons processing of Customer Personal Data.
(ix) Goaddon can, without notifying you, disclose information in order to comply with applicable law, or to comply with a compulsory legal order or process.
(x) Upon request from you to delete your database cluster, we will destroy the data immediately, but keep up to three (3) backups of your database for up to 30 days, unless applicable law requires us to handle destruction of the Customer Personal Data differently.
(xi) Upon Customer’s request, and subject to the confidentiality obligations described below, Goaddon will make information regarding our compliance with the security obligations described in this Agreement available to Customer (or Customer´s independent, third-party auditor) in the form of third-party certifications and audit reports (“Goaddon Information”).
(a) Services Fees. We calculate and bill fees for our Services as described on our website. We bill fees for Addons as described on the subscription pages of the individual Addons. You shall pay us all applicable fees, using your payment card, for your use of the Services. When subscribing your payment card for monthly billing, you authorize us to deduct a recurring monthly charge to your payment card based on our current fee schedule and your usage of the Services. We may require payment from the Account in advance if we believe there is a higher risk of non-payment, if we determine the accumulated amount exceeds a certain limit or if we suspect that the Account may be fraudulent. All amounts due for the Services shall be paid without setoff or deduction, and all amounts paid are non-refundable. We can increase or add new fees and charges for the Services by updating the price on our website or on the subscription pages of the individual Addons. In the event that we update our price for the Services, the fees payable by you will increase or decrease accordingly at the specified date. We can charge you a 1% interest rate per month on any late payment, or the highest rate that is permitted by law.
(b) Taxes. All fees and charges payable by you are exclusive of any applicable taxes, duties, VAT and sales tax. It is your responsibility to provide us with any information we reasonably request in order to determine whether we are obligated to collect VAT from you. This includes, but is not limited to, your VAT identification number. In the case that you are legally entitled to an exemption from any sales, use, or other transaction tax, it is your responsibility to provide us with legally sufficient tax exemption certificates for each taxing jurisdiction. We will incorporate the tax exemption certificates only in invoices issued after the date on which we have processed your tax exemption certificates. If any deduction or withholding is required by law, you will notify us and will pay us any additional amounts necessary to ensure that the net amount that we receive, after any deduction and withholding, is equal to the amount we would have received if the deduction or withholding had not been required. Furthermore, you shall provide us with sufficient documentation that the withheld and deducted amounts have been paid to the relevant taxing authority.
(a) Term; Termination. The term of this Agreement is initiated when you create the Account. It will remain in effect until the date it is terminated in accordance with this Agreement. You can terminate this Agreement by terminating all Services under the Account, paying all fees accumulated for your use of the Services and deleting the Account. An Addon Agreement is initiated when you subscribe the Account to the Addon. You can terminate the Addon Agreement by unsubscribing to the Addon. We can terminate this Agreement and any Addon Agreement for any reason by providing you 30 days of advance notice by email. We can also terminate the Account, its data and this Agreement, or suspend your use of the Services immediately if: (i) we have commercially reasonable reasons to change the way we provide the Services; (ii) you are late in your payment or are otherwise in breach of this Agreement; (iii) we reasonably determine that your interactions with the Services poses a risk to them; (iv) we reasonably determine that your use of the Services may be unlawful; or (v) you are not operating in the ordinary course, have made an assignment for the benefit of creditors or similar disposition of your assets, or have become the subject of any bankruptcy, liquidation, reorganization, dissolution or similar proceeding. We will use commercially reasonable efforts to restore your access to the Services promptly following resolution of the cause of your suspension, to the extent that this is possible. We can suspend or terminate the Accounts access to or use of any Beta Offering at any time and for any reason without prior notice. If we suspend the use of any portion or all of the Services, you will remain responsible for all fees and charges you have incurred during this suspension, and you will not be entitled to any credit or refund.
(b) Effect of Termination. Upon termination of this Agreement or an Addon Agreement (i) all your rights terminate immediately; and (ii) you remain responsible for all the fees and charges you have incurred up to and including the date of termination. We are not obligated to continue to store the data obtained during the course of this Agreement after it is terminated.
(a) Your Data. You declare that: (a) you have all rights in your data necessary to grant the rights contemplated by this Agreement; and (b) your data does not violate this Agreement, any third party’s intellectual property or other right, as well as any applicable law.
(b) Our Services. You may not: (i) modify, tamper with, repair, or create derivative works of any software included in the Services; (ii) disassemble, reverse engineer, or decompile the Services or apply any other method to derive the source code of any software included in the Services; (iii) access or use the Services in a way intended to avoid incurring fees or exceeding usage limits or quotas; (iv) sublicense or resell the Services; (v) use the Services in connection with forks or derivative works of the MongoDB database; (vi) attempt to disable or circumvent any security measures used by the Services; (vii) use the Services in a way that poses a risk to the Services or any third party; or (viii) use the Services unlawfully.
(c) No Other Rights. This Agreement does not transfer any rights, titles or interests in any intellectual property to any party, except as expressly set forth in this Agreement. If you provide us with any suggestions or other feedback about the Services, we may use and modify this feedback without any restriction or payment.
The Services, including Beta Offerings, are provided on an "AS IS" and "AS AVAILABLE" basis and it comes with no representation or warranty of any kind. Except to the extent prohibited by law, we disclaim any implied or statutory warranty, including any implied warranty of merchantability or fitness for a particular purpose, and any warranty arising out of any course of dealing or usage of trade.
We and our affiliates and licensors are not liable to you for any indirect, incidental, special, consequential or exemplary damages, including damages for loss of revenue or profits, customers, goodwill, use or data. We and our affiliates and licensors are not responsible for any compensation, reimbursement or direct damages arising in connection with: (a) your inability to use the Services; (b) your cost of licensing or buying substitute functionality or services; (c) any investments, expenditures or commitments by you in relation to this Agreement or your access to or use of the Services; or (d) any unauthorized access to, alteration of, or deletion, destruction, damage, loss or failure to store your data. Our and our affiliates’ and licensors’ aggregate liability under this agreement is limited to the amount that you have actually paid us under this Agreement for the Services that gave rise to the claim during the 12 months preceding the claim.
You shall defend, indemnify, and hold harmless us, our affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to any third party claim concerning: (a) your use of the Services (including any activities under the Account and use by your employees and contractors); (b) breach of this Agreement or violation of applicable law by you; or (c) your data or the combination of your data with other applications, content or systems, including claims involving alleged infringement or misappropriation of intellectual property rights. If we or our affiliates are obligated to respond to a third party subpoena or other compulsory legal order or process seeking information related to your data or your use of the Services, you shall also reimburse us for reasonable legal fees, as well as our employees’ and contractors’ time and materials procured responding to the third party subpoena or other compulsory legal order or process at our current hourly rates. We will without unreasonable delay notify you of any claim subject to this Section, but our failure to promptly notify you will only affect your obligations to the extent that our failure materially harms your ability to defend the claim. You may: (a) use counsel of your own choosing (subject to our written consent) to defend against any claim; and (b) settle the claim as you deem appropriate, provided that you obtain our prior written consent before entering into any settlement.
(a) General. Both we and you are independent contractors, and neither of us, nor any of our respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. This Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party in this Agreement. You will not assign this Agreement, or delegate or sublicense any of your rights under this Agreement, without our prior written consent. Our failure to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our rights to enforce such a provision at a later time. If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in effect.
(b) Entire Agreement. This Agreement comprises the entire understanding between you and us relating to the subject matter of this Agreement and is only supplemented by Addon Agreements. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements or communications between you and us, both written and verbal, regarding the subject matter of this Agreement.
(c) Notice. All communications and notices to be made or given pursuant to this Agreement must be in English. We can provide any notice to you in relation to this Agreement by posting a notice on our website or sending a message to the email addresses associated with Users that have access to the Account. You will be deemed to have received any email such email when we send the email, whether or not you claim to receive the email. To give us notice in relation to this Agreement, you must either email us at firstname.lastname@example.org, or send us your notice by certified mail with return receipt requested, to Goaddon ApS, Vigerstedvej 8, 4100 Ringsted, Denmark, Attention: Legal.
(d) Choice of Law; Consent to Jurisdiction. The laws of Denmark, excluding any applicable choice of laws rules or principles pointing to non-Danish law, govern this Agreement and any dispute of any kind that might arise between you and us. You consent to exclusive jurisdiction and venue of Danish courts. The United Nations Convention for the International Sale of Goods does not apply to this Agreement.
(e) Force Majeure. We are not liable for any delay or failure to carry out any obligation under this Agreement if the delay or failure roots back to any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications or other utility failures, breakdown of communication facilities, breakdown of web host, breakdown of internet service provider, cyber-attacks, earthquakes, storms, floods, fires, pandemics, quarantines, or other elements of nature, as well as blockages, embargoes, riots, acts or orders of government, acts of terrorism or war.
(f) Amendments. We can amend this Agreement or any Addon Agreement at any time by posting a revised version on our website or by otherwise notifying you by sending a message to the email addresses associated with Users that have access to the Account. Amended terms of service become effective upon posting on our website or as stated in our email notice message. By continuing to use the Services after the effective date of any amendment to this Agreement or any Addon Agreement, you agree to be bound by the amended terms of service. Please check our website regularly.
This document was last revised 01-01-2021.
Since it is not yet possible to create an addon account the terms are not available.
This document was last revised 22-04-2022.
Goaddon is committed to use commercially reasonable efforts to maximize the availability of your database. This Service Level Agreement (“SLA”) applies only to paid dedicated database clusters that have been up for a minimum of 48 hours, and does not apply to any other service offered by Goaddon. We will give at least 14 days of advance notice for adverse changes to this SLA. Do not subscribe to Database Hosting unless you understand and agree to this SLA in its entirety.
Extended SLAs are available on request.
In this SLA, the “Agreement” refers to the parent agreement of this SLA. The Agreement supersedes this SLA.
The “Account” refers to the legal entity that is a part of the Agreement with Goaddon.
The “Database Cluster” is the dedicated database cluster of the Account.
"Monthly Fees" means the total amount paid under the Account for its Database Cluster during the month.
"Downtime" is calculated on a monthly basis and is the total number of minutes during the month that the entire Database Cluster was unavailable. A minute is considered unavailable if all of your continuous attempts to establish a connection to the Database Cluster within the minute fail. Downtime does not include partial minutes of unavailability or scheduled downtime for maintenance and upgrades.
“Fee Deduction" is the percentage of the Monthly Fees to be credited to the Account if Goaddon approves your claim, as set forth in the table above.
"Monthly Uptime Percentage" is calculated on a monthly basis and is calculated as (total minutes in month - Downtime)/ total minutes in month * 100. If the Database Cluster is deployed for only part of the month it is calculated as 100% available for the minutes of the month where it is not deployed.
If we do not achieve and maintain the Monthly Uptime Percentages set forth in the table below, you may be eligible for a Fee Deduction.
|Monthly Uptime Percentage||Fee Deduction|
We do not commit to any particular response time in situations of downtime.
To be eligible for a Fee Deduction:
Downtime does not include, and the Account will not be eligible for a Fee Deduction for any performance or availability issue that is caused by:
We will process claims within 30 days of receipt. If we determine that you have met the Account Obligations above and that none of the stated Limitations apply to your claim, we will grant the Account a Fee Deduction.
We will apply any Fee Deduction to future invoices for the Database Cluster that experienced the Downtime.
Fee Deductions are the sole and exclusive remedy of the Account under this SLA.